directors

Executives and their companies should beware of “professional services” exclusions in directors and officers liability (D&O) insurance policies. When plaintiffs sue service-focused companies and their directors and officers — even when the suits do not allege misconduct in the provision of professional services — insurers often cite professional services exclusions...

Are the company and its directors and officers (D&O) liable to shareholders for material misrepresentations in the registration statement, even though everyone believed the disclosures were accurate when they were made?

Creditors’ ability to threaten derivative litigation gives them some additional leverage in negotiations. But, creditor standing should not been seen as an expansion of the duties that directors and officers already owe to the corporation.